Business Law

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Business Planning: How To Write Your Company Description

Since it's best to hold off writing the Executive Summary until last, the first section of the business plan that you should write is the Company Description. Essentially, the company description serves as an overview of what your business does, where it’s located, how it’s structured, and any progress you’ve made to date. Since it can be difficult deciding where to start when writing the company description section of your business plan, it’s helpful to break it down into eight subsections. Breaking your company description into smaller sections helps keep your writing organized, which allows the reader to get a better overall sense of your business. Below is a general outline of how you can organize your company description. Company Description: Summary Paragraph The company description should start out with a summary paragraph that introduces the name of your business, its legal status, when and where it was formed, the owners/co-founders, and the industry or submarket that it’s competing in. Think of this introductory paragraph as a place to lay the groundwork for the more detailed descriptions that follow. If any of this introductory information is particularly important to your business, you should also explain that to your reader in the introductory paragraphs. Company Description: Mission Statement Once you’ve introduced the basics of your company, it’s time to start getting into what your company plans to do. A mission statement sums up the purpose of your company into one or two sentences that clearly state your business’ guiding principles. If you haven’t written your business’ mission statement yet, now is the time to do so. Company [...]

Seven Sections Every Business Plan Should Have

While there’s a lot to be said about a snappy presentation for your business plan, it’s as much of a process as it is a final product. Many small business owners are tempted to outsource the creation of their business plan; however, this is a mistake. Think of writing your business plan like preparing a study guide for college exams. Sure, the study guide itself is a useful tool, but the real utility comes from the work that goes into creating it. Keep reading below to learn about the seven most important sections every business plan should include. Executive Summary The executive summary is the first element of your business plan, though it is should be written last. Since the executive summary will likely be the most read section of your business plan, use it as your opportunity to grab your reader’s attention and let them know why they should continue through the rest of your document or proposal. Executive summaries generally shouldn’t be longer than a couple of single-spaced pages in length, though the actual length will depend on the complexity of your business. Learn more about how to write a winning executive summary. Company Description/Overview The goal of your company description or overview is to leave your reader with a sense of your company’s overall purpose, the direction it’s heading in, its goals and background. When writing your company description, it can be helpful to break it down into subsections to be sure you cover everything. Learn more about how to write an effective company description. Market Research The market research section of [...]

Noncompete Clauses in California

Non-compete (noncompete) clauses are becoming more and more commonplace in all sorts of jobs today. Traditionally, noncompete clauses were expected in high technology jobs, sales positions, and corporations with valuable secrets; however, in recent years, noncompete clauses have began popping up in other types of jobs, including: event planners, chefs, investment managers, and even yoga instructors. With the proliferation of noncompete clauses, often a non-negotiable condition of employment, the New York Times even ran an article recently that highlights some of the unexpected jobs where noncompete clauses are popping up. From the employers perspective, these restrictive covenants are seen as essential to protect their business secrets and make sure their high ranking employees from leaving to become competitors. Unfortunately, many employees often don't think twice about agreeing to a noncompete clause because they either haven't had any experience with them before, or don't imagine a situation where it would be a concern. Also, in today's job environment, many employees are simply happy to get a job and don't want to rock the boat before the offer is finalized. Whether a noncompete clause is enforceable is a matter of state law. Just because there is a noncompete clause in your employment contract doesn't mean that you can sue or be sued for breach. While every state is different, California law strongly disfavors noncompete clauses. Courts disfavor these restrictive covenants and see them as an unfair restraint on competition. While the blanket rule in California is that a noncompete clause is not enforceable, there are a few expectations where courts have held that a noncompete clause will be enforceable. This is often true even [...]

How To Write An Effective Demand Letter

Make sure your demand gets the attention it deserves. I love a carefully drafted demand letter. They are a great way to put the opposing party on notice that you are pursuing a claim against them, and are a low risk/low cost way to potentially resolve complex issues before having to file a formal action with the courts. That said, not all demand letters are created equally. Where a well-written demand letter can help both sides move on with their lives, a poorly written demand letter can cause unnecessary conflict that costs both parties time and money. If you are pursuing a claim against an individual or business and are considering opening with a demand letter, I've put together a couple helpful pointers below to ensure that your demand letter is effective as it can be. Of course, I am also available to help you craft an effective demand letter. Whether you need a new demand letter written from scratch or seek comments/edits on a letter you already drafted yourself, contact me today to learn how  St. Romain Law can help you. Demand Letter Tips Address a specific individual. Do not address your demand letter to "Dear Sir/Madam" or "To Whom It May Concern." It may take a little extra research to determine who is the appropriate person to send the letter to (usually the Registered Agent on file with the Secretary of State if you're sending your letter to a business entity), but it is a critical detail that cannot be overlooked. Unless your demands are directed to a specific individual with authority to act on the letter, it's unreasonable to [...]

Everything You Need To Know About Starting A California Sole Proprietorship

A sole proprietorship is the simplest and least expensive, at least in terms of initial startup costs, type of business form to start. If you are an individual involved in a for-profit business, are the sole-owner and decision-maker of the business, then you are automatically considered a Sole Proprietorship. A sole proprietorship business form appeals to individuals starting a new business that is intended to remain small, does not involve great exposure to personal liability, and does not warrant the expense of incorporation nor the ongoing expense of corporate formalities. Often times, professionals such as doctors, lawyers, architects, and accountants may operate as sole proprietors in the early years of their practice to avoid the expense and formalities associated with other business forms. While sole proprietorships require there only be a single owner/decision maker of the business, a husband and wife can generally conduct business jointly and hold joint title to business assets in both names and still come within the definition of a sole proprietorship. See, CaliforniaCorp. Code § 16202(c)(1). Nontax Considerations In a sole proprietorship, the owner is personally liable for the obligations and liabilities of the business, even in excess of the amount invested. Thus, as a sole proprietor both your business and personal assets are at risk. Even if you have insurance, you may still be personally liable for business debts if claims are in excess of your policy limits. Because of the unlimited personal liability associated with Sole Proprietorships, individuals with substantial net worth who are involved in businesses that deal with hazardous materials, products, or are otherwise likely to [...]

Choosing the Best Form for Your California Business

Whether you’re starting a brand new business or need to reorganize an existing one, selecting the business entity is an important decision.  There are a number of different types of business forms available under California law, each with its own advantages, disadvantages, tax consequences, and liability protections. As a business lawyer, it is my job to help you select a business form that is most appropriate for your needs. From the time you decide you want to hire me as your business attorney, I will collect and analyze all the pertinent facts and conduct any research that is necessary to helping you choose a business structure that will achieve the best results for you. Contact me today to discuss your business’ needs. If you’re like most people, you probably want to do a little research first. To help make you a more informed business owner, I’ve written a serious of articles explaining some of the key differences between the various business forms you may consider. Types of Business Forms Available Under California Law Broadly speaking, there are two types of business forms you can organize under: the corporate form and the non-corporate form. Anything that is not a type of corporation is said to be “non-corporate.” Easy enough, right? The most common types of non-corporate business forms include: Sole Proprietorships; General Partnerships; Limited Partnerships; and Limited Liability Companies. There are also a number of other non-corporate forms that you can organize your business as, including: Business trusts; Unincorporated Associations; Publicly Traded Partnerships; Small Business Investment Companies; and Joint Ventures. Corporate forms include: General Business Corporations; [...]